


Never Trust a Witch

by MarvelShipsMakeMeDoFlips



Category: Marvel Cinematic Universe, The Avengers (Marvel Movies), Young Avengers (Comics)
Genre: Alpha Bucky Barnes, Alpha Tony Stark, Alpha/Beta/Omega Dynamics, Avengers: Age of Ultron (Movie), BAMF Bucky Barnes, M/M, Omega Billy Kaplan, Omega Peter Parker, Omegaverse, Rating: M, Semi-Slow Burn, Starker, i probably missed a bunch of characters
Language: English
Status: In-Progress
Published: 2018-12-15
Updated: 2019-01-13
Packaged: 2019-09-19 11:09:22
Rating: Mature
Warnings: No Archive Warnings Apply
Chapters: 7
Words: 12,258
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17000442
Author URL: https://archiveofourown.org/users/MarvelShipsMakeMeDoFlips/pseuds/MarvelShipsMakeMeDoFlips
Summary: Peter and Billy are 16, I'm just more comfortable writing characters at that age in the beginning rather than 14, therefore they'll probably be around 18 during Civil War-ish.This is meant to be kind of weird, I suppose, but it's my take on integrating characters like Billy Kaplan into the MCU, maybe more in the future! Set a few days after the fight in Wakanda, where Wanda causes the Hulk to go on a destroying spree and ruins half a city while fighting Hulkbuster during Age of Ultron, though it won't really pan to the Avengers POV all that much for a while.Hopefully you enjoy!-Does grief really shape you? Does pain really aid you?How much can you endure before you become the villain you once wanted to see destroyed?And how much can a pair of Omega teenagers with newly enhanced powers change in a path for the world lined with only destruction?Find out along the way with Peter and Billy, as they navigate powers, themselves, pain and of course, romance.





	1. "Dude, did you see what happened in Wakanda?"

Billy Kaplan was your fairly average high school kid. Age 16, Omega, he was fairly used to high school by now, right? Wrong.

Truth be told, he hated high school. The bullies never really settled in. Sure, he got used to it, the shoving, the cursing, the laughing. He could handle it, he really could. Not today though. 

His parents left with his little brothers for a two week trip to Sokovia, something about a business plan for their dad's progress in cardiology. He wasn't mad, per say, about his father's success, or his mothers, in her own field of psychology, still didn't mean it didn't hurt when they left for their trips and their meetings leaving the boy with their weird neighbour Mr Lee, whom, while friendlier than a newborn puppy, was incredibly grouchy at the same time. It was an odd balance, but he managed.

That however wasn't applicable today, he'd woken up late, the natural curl to the front of his dark hair was frizzy, disorderly rather than properly combed, and his already too-large hoodies were creased, leaving him looking as dishevelled as he felt. He gave himself a once over in the mirror he'd handily stashed away in his locker and frowned. Dark brown eyes transfixed on themselves for a moment, he visually assessed how he looked. Using his sleeve, he wiped off the toothpaste staining the side of his mouth and grasped for the bottle of water in his bag, draining a quick sip and just as quickly putting it back away. He took a deep breath and a mental "You can do this Kaplan, you can do this." Pep talk in his head, as he shut his locker, grey bag slung over his shoulder. 

All but five seconds had passed from his lockers closing, before a hand grasped and shoved his shoulder into another nearby one, sparking a grunt of anger and an impromptu rolling of the eyes.

"Flash, I'm really not in the mood today." The brown haired boy turned, facing the obnoxious teen whom took it upon himself to annoy the general population of Midtown Tech. Well. Anyone who wasn't, hot, or a female. Or both. And to him, no male was "hot" per say, Omega or not, so why would he really care, the bully was a Beta after all, beyond social standing Billy's gender really didn't matter to the boy.

"Oh what's the Craplan? You're 'not in the mood'" Flash's little entourage all called and cheered, Billy only rolled his eyes again and walked away, causing a flurry of: "Whatever Craplan, go to your little boyfriend Penis Parker!" Such sparked, a flush of red brighter than tomato from the Omega, and as such he took to walking just a fraction faster.

He didn't -like- Peter per say. No. They were both Omega and they were both born destined to meet different people, to marry different people, bond with different people, and mate, with different people. It was just... Peter was so, so incredibly handsome. It was his jaw, Billy decided one day. Sure, Billy himself had a sculpted jaw that, along with fairly above average facial features and a slender body with a slightly pert derriere, attracted his own little following of Alpha, but Peter was a completely different league of beautiful. It was clear, one day he'd get a mate of his choice, and Billy really was happy for him, he was. They were good friends, after all. Still didn't mean it didn't suck.

It took less than a minute to reach his locker however, and Billy propped his head atop the slightly shorter boy's shoulder, and groaned, curling into the fellow Omega's neck. They were familiar enough with each other to be fine with such closeness, it was common, for friendly Omega to do so, but Billy really only did such because he was tired, more often than not. And Peter was more than aware of that, and more than able to deal with it. "Flash is a dick."

Peter flashed white teeth amid pink lips that always dazzled when he smiled, snorting out: "Oh yeah? Is that because your boyfriend isn't dealing with him? Should he?" Peter, clearly meaning himself to get a rise out of the other, had Billy groan again and jab the boy in his side, before straightening out to lean against the neighbouring locker to Peter's.

"Whatever, -Penis-. Have you seen MJ? I wanted to run over a few notes for academic decathlon before later and that woman is, honestly, a ghost, I don't know how she hides everywhere." Peter's reply came with another smile and snort, their friendly banter always seemed to gel and blend well together. "You don't have to find her, we've got calculus with her in about... Twenty minutes?" The boy checked his watch at that. Billy chewed his bottom lip for a moment. 

He always felt bad, it seemed the only thing the apparently perfect Omega before him didn't have, was wealth, and since Billy had far too much of that with two incredibly successful parents, it was always an awkward talking point on things of material value but it never truly affected their friendship. It was just routine at times for Billy to try persuading Peter into letting him gift the shorter boy with something, that Peter always refused, saying he'd feel bad about it. That didn't mean however, he wasn't spoiled on birthdays. Hence the expensive watch on Peter's wrist he'd vowed to never take off until his death or it broke. Billy had to chew his lip to fight the smile at seeing it, happy it was just proof his friend actually liked the gift.

"I guess." He finally let out with a yawn, covering his mouth before digging around in his bag and breaking out his 'breakfast'. A bar of white chocolate, which was, swiftly snapped in half, said half being passed to Peter as the boy closed his locker. The two setting about in the devouring of the treat eagerly. "Oh yeah, did you see what happened in Wakanda on Sunday? That hulk really messed those buildings up near that shipyard or whatever." Billy quirked a brow at that, he didn't watch the news so he hadn't heard.

"Really? I thought you liked the Hulk last week? You said he was the strongest, almost as cool as Captain America?" Peter canted his head from side to side with an 'Eh' expression on his face in silent debate with a mouthful of chocolate before he replied after accordingly swallowing. "Eh, I don't know. I think I like Iron Man more now, he stopped the Hulk and plus, he's way cuter." Billy snorted and hit the fellow teen on his arm, causing Peter to pout. "Whore. Chasing after Alpha Iron Man." Peter grinned and shrugged his shoulders whimsically. "What can I say? I'm easily satisfied by the very best." Another rolling of his eyes and Billy dragged the boy along, wandering off to the nearest bench, waiting for Ned to appear and join in on their all too eager talk about  whom their favourite Avenger was and how Iron Man was now apparently just 'the best'.

 

* * *

 

 

"I'm just saying, Peter, Darth Vader would -totally- mop the floor with Iron Man in a fight. He has the -force-." Ned was, perhaps, Billy's favourite Alpha. Not just because of how geeky and nerdy he was, but because of how being in the presence of two Omega's didn't bother him in the slightest, how gender was never brought up around him, and really, even when in unbeknown pre-heat, he'd never made a move, simply just, pointed it out and turned back to video games. He knew anatomically, it'd be challenging at times but, the boy never complained. Billy loved him for that, so did Peter. It was an odd little friendship group.

"Okay so maybe he can beat Iron Man, what about Captain America, he has a vibranium shield! Can lightsabers cut through vibranium?!" Peter countered back, and Billy snickered, adding fuel to that nerdy fire by stating. "Or better yet, Thor's hammer, would a lightsaber be able to cut through that?" Ned's jaw dropped along with Peters as a new debate was peaked with frenzied vigor on that topic. Billy just rolled his eyes again and past a grin, checked his phone.

News article upon news article brushed through Billy's phone about the Hulk destroying a city, he shortly after clicked his phone off and sighed in little interest after already discussing it at length. Turning his attention back to Ned and Peter, his phone buzzed just as he had, it was his mother, he figured he'd call her back later, school was over and he really just wanted to spend time with his friends. He'd call her tomorrow, he figured.

Sokovia would still be there when he would, an entire city couldn't burn to the ground over night. 

A pair of hands swooshed Billy's feet off the side of the couch as Peter's Aunt May sat on it and leaned over to pat the boy on the head, she was practically Billy's aunt with the amount of time he stayed at their house, so Billy didn't mind, he simply reached up to steal a slice of pizza from her plate that she didn't seem to mind or care about, just chuckled along with as she set about watching the TV, pointing to the rerun of the damage the Hulk caused on the news: "You boys are weird y'know, talking about a man that does that like he's some kind of hero? I think all those Avengers should really keep their acts in check y'know." Billy hummed slightly in agreement, he saw where she was coming from but really did worship how cool the Avengers were. Peter scoffed and with a mouthful of pizza now too, replied: "Ya- buh can you a'ree-" "Peter Parker eat your food before you talk." It took several moments of intense chewing before Peter swallowed and finally got to say: "Sorry - Yeah, but can you agree, Iron Man is definitely the coolest?"

Aunt May paused for a moment but indeed, she nodded, and chimed: "I can. That Tony Stark's incredibly handsome." Peter pointed at May and added: "Boom!" before falling back into a state of laughter at the shock on Ned's face, which was dismissed by the older woman as she waft her hand through the air and pointed at Ned and Billy: "Nope! No debating! You two finish your pizza then get going your parents are probably worried sick it's nearly ten on a Tuesday."

Billy groaned in protest but quickly finished his pizza and said his polite goodbyes. He walked with Ned and was all too happy to have yet another animated debate about how Iron Man would lose to Darth Vader in a fight.

The loneliness only really set in once he was back to his far too big family home and up in his room, flopped upon his bed with his head in his pillows. Absently he set his alarm and checked his phone, four missed calls from his mother. He'd call her back tomorrow, she knew to call Aunt May if anything happened while he was asleep.

Sokovia and his family would be just fine over night, after all.


	2. Ashes, Ashes, They all fall...

**Summary for the Chapter:**

> Sokovia's destroyed, Billy gains his powers and Peter's just trying to hold it all together.

5:12 AM - New York City

Awoken with a yawn at around 5 AM, Billy's phone was ringing. Loudly. The familiar soundtrack of his favourite video game hadn't played to signal it was his alarm, rather, a song by a british pop group, he knew it as his mother's ring tone he'd set. He frowned and swept his thumb across the Stark Industries creation and slurred out: "Mmrup, Bill Kap speakin'." And then, terror, terror and panic enough to shock and wake the fondly sleeping Omega shot through the phone.

"Billy?! Billy oh my-... Billy, it's your mother, we love you, we love you so much." He shot out of bed and scrambled up, voice still groggy but just about there: "Mom? Mom what's wrong? Why do you sound so upset?" Her speech was slurred out and drawn in-between breathes that were hard to draw, thin. "Sokovia-... It's in the sky... Billy, we're sorry, we never told you enough but we love you okay, we love you so so much, your Dad he's-... He fell he... The ground cracked and your brother... Your dad..." Billy couldn't quite catch the rest, a loud, bang, an explosion, tore through the audio of the phone and his eyes widened. Sprinting down polished stares, the TV flickered to live immediately and on the screen... Sokovia, it was in the air.

The entire country. Was in the air. "Mom?! Mom please, please get down I'm sorry, I'm so sorry please please be safe." He panicked, how did someone get down from a floating country? How does that happen? This was a bad dream. It had to be. It had to be.

But when another explosion ripped through the audio, when a blast and a scream and then... Silence. The phone call died and open screams down the line rang out from Billy's throat till it ran raw. Hoarse. All he could do was watch on the screen as building after building toppled under the weight of robots the camera's had honed in on as 'Ultron'. He begged and pleaded to whatever could listen, for anything, anyone, to save his family.

7:57 AM - New York City

It felt like seconds but the time told hours, as that ever floating blob of land flickered amid clouds and then... It too, exploded. The country. Sokovia was gone. His mother hadn't picked up the phone and Billy sat there with raw, red eyes fixed on a screen too bright. 8 AM, it said. What did that mean? His brain wasn't putting the numbers and letters together into cognitive thought. Instead it just... Jumbled. Everything did. Nothing looked familiar, his reflection, the books housed on mahogany casing, the rack of discs stacked high with medical procedures his father had been proclaimed a genius for performing. Everything once known by the back of his hand was just. Mush. 

And so he cried and he cried in a heap of limbs and ruby cheeks. It wasn't surprising, that a red mist swept from the window and into his living room, that it enraptured and fluttered into him. His eyes turned to crimson, to scarlet, and then cobalt blue, and he was gone. Asleep.

* * *

One Hour Prior - 7 AM - Sokovia

Wanda Maximoff was no one. Another orphaned child of Sokovia littering the streets until Hydra'd taken her in and experimented on her with that god awful sceptre. It paid well. Kept her and Pietro safe. What it lead to, however, was her weaving her ever ring-covered fingertips through the air and blasting pulses of scarlet energy into mechanical bots trying to activate a drill that would destroy her currently floating home. She was a no one, who swiftly became someone.

She liked it. The feeling of importance, that it was her responsibility now, her job. For all of an hour. They were winning, they were going to save her people, they may lose her home but her people, Sokovia's people, would live on. She was wrong.

The jet she'd flown in on with these American 'Avengers' hovered and flew past, she squinted faintly glimmering scarlet eyes at it, but paid little heed, busy obliterating and ripping in half a pair of bots whilst the tendrils of energy obeyed her mind and blast one creeping up behind her into several thousand pieces, an arm and a head lingering just about near the drill. Deactivated, at least.

She heard gunfire from the jet but shook that off too. That was just Stark getting a few bots, she thought, doing his all, she thought, as she herself obliterated yet another pile of cursed machine. She was, again, wrong.

And she found that out within seconds. Because her heart ripped into pieces. The sceptre hadn't just saved her twin and given them innately enhanced abilities beyond human limits, it had rather given them a bond deeper than she'd understand, she could feel his every feeling, his heart's beating. It was a connection similar to that of a bonded Alpha and Omega and she loved it. She'd always craved that sort of connection to someone, never really understanding people other than Pietro.

So when the Beta felt her twin's body be shot, felt his life almost immediately slip from him, her eyes widened and her hands froze. Her knees buckled and when his last breath left his body, all she could do, all she could think, was to scream. Tears streamed but weren't felt as crimson blast from her being and ripped into every piece of machine that she'd forgotten was charging at her, finishing the remnants of Ultron in her area but she didn't care. 

From that scream, a piece of her left her body, and it flew, curiously, a shard of Wanda Maximoff, a nobody. It wasn't seen, or felt, it was just a part of her soul, her very human being. Gone. Lost, forever.

And whilst grief ripped through her, she couldn't feel anything other than her heart being ripped apart, and her soul shattering. It was the worst pain, the worst feeling, known to man.

It came as little surprise then, that the shattered part of that no one that quickly became someone, found it's new host and manifest itself inside of him. A boy nigh a continent away, of whom's pain mirrored her own, whom's very genetic structure was so incredibly similar at that point he could very well have been deemed Maximoff's son. An enigma of the ages that forged a matching bond.

* * *

 

Neither one felt it, in that moment, but a new bond forged because of what the Mind Stone had forced upon her. Eternally linked to a stranger unbeknown to them both, two lives that were ripped to pieces became one.

Billy Kaplan was no longer a no one from Queens. Instead, he was a no one from Queens, with enhanced abilities that were spawned because of a sick twist of a knife from an infinity stone.

Not that he knew, or could feel it. The grief had overwhelmed and sent him into a sleep for just enough time for him to not feel it. And yet when he awoke, when the reality of his family's death sunk home... His grief settled again. That power, that bond, pushed deep down and forgotten. Sadness overwhelmed and ripped through him, as the news confirmed his gripping fear. 

"Among the confirmed deaths of this tragic incident, is renown Cardiologist, Jeff Kaplan, and his wife Rebecca Kaplan along with their two youngest sons. This is the morning news, we'll be back with every up-..." Billy no longer heard anything. He couldn't hear it, anymore as his sobs were too loud. He didn't even hear Peter come in, or feel him storm up to the boy and hold him there.

Didn't feel May do the same a shush his sobs. No. All he felt was pain, and anguish, and thus he huddled over in a heap and mourned his losses.

 

 

**Notes for the Chapter:**

> Soooooooooo... I hope this was emotional? I think it's hard to write things as emotional because not everything I'd deem emotional would be shared with others but hopefully this wasn't a total failure! Since it's late and I just couldn't wait till morning to write this I'll probably edit it when I wake up but for now *flails around like a dead fish* I must go and sleep for a century.
> 
> Billy has his powers! Not that they'll be unlocked or well, 'used' for a while, nor does he really know about them. For now it's just an angsty Billy, featuring wholesome Aunt May and Peter who just want their golden child Kaplan to smile again. And before anyone says it, yes, I'm aware he gets his powers differently in the comics, but canon Wanda hasn't exactly had kids yet so I had to draw from something else being taken from her, and I like to think there was more to Pietro's death for her than just 'I scream and kill a lot of bots', so whilst my wording of it may not have been perfect, hopefully the point got across!
> 
> Peter's spiderbite coming soon! Perhaps not the next chapter because I like to get in some angst but, since it was never covered in Homecoming how Tom Holland's spiderman obtained it I'll be semi-drawing from other movies and semi-winging it! Wish me luck!
> 
> I hope you all enjoyed this regardless of my rambling here, and thank you again for reading! <3


	3. Spider Webs and Cobalt Threads

**Summary for the Chapter:**

> Billy has to put on his big boy pants and deal with the aftermath of Sokovia. Peter gets a tour and a bite taken out of him!

Hours passed. Was it hours? Seconds? Minutes? Billy couldn't tell, but after such a period of time, Peter and May managed to, somehow, move the grieving boy onto a couch, May got up to call Midtown Tech and alert them of the news that the boys would be gone from school for today, but while she was up, a faint but precise set of three knocks resound on the door. Billy looked up to the clock and his suspicions on time passing had been confirmed. It was 11 AM now, and while he'd leaned upon Peter he mumbled: "Please don't leave..." The sound of the open door provoking such a phrase, which was shushed with more hugs and soothing shushes.

* * *

 

"Is this the Kaplan residence?" A man in a formal suit stood before Aunt May, her hair a mess and her eyes red, she wasn't quite as much of a mess as Billy, but the emotional impact of the day had affected her too. "It is, yes. I'm May Parker, I've been looking after Billy Kaplan, and you are?" The formally dressed man twitched slightly, he seemed uncomfortable, burly and stocky where it counted, on the brink between in and out of shape. "I'm Andrew Garfield, Jeff Kaplan's legal adviser for his company, Kaplan Biotics?" May twitched and inclined her head, allowing the man inside. She knew Billy's cardiology success had allowed him enough money to set up his own practice and research facility, which too had begun to bloom before he'd left for Sokovia, it was said the Kaplans were experimenting on spiders, she wished to see once but the tours to go around and see it all happening were too far out of hers and Peter's price range, despite Billy's constant insistence of them going for free, she'd never accepted such, the boy was too kind for his own good.

Within a matter of minutes they were all back in the living room, the Beta businessman awkwardly sat in an armchair in front of Billy, whom just stared, red, puffy eyes once so brightly brown and full of life locked upon one of his mothers favourite ornaments that rest upon a bookshelf. Hollow. Lost.

"Mister Kaplan... Your father's passing comes to great pain for his company. As you're of age 16 however, legally all decisions for the company under his contract's agreement fall to you, so we needed to know, despite how early it is, how you wanted to proceed with his resea-" He paused as Billy's lips parted and his hoarse, broken voice let out a small growled word, the fangs that were bestowed upon omega's peaked from his maw and nipped at his lower lip. Her closed his mouth and took a moment to breath, before finally his voice had actually found itself.

"Liquidate it all. Every asset every part of the company I don't-... I don't want it. And I don't want anyone else following where his research was going so they can claim it for themselves. Sell all the tech and buildings, everything else can be deleted or burned accordingly." Even in grief, he managed to speak formally to the man. He admired that. But the shock of the teens demand was clear upon his face. "L-Liquidate? Mister Kaplan, surely you'd rather at least sell his research? A lady in Korea, a miss Helen Cho would love to know all about your father's work, she's offere-" He was stopped by a screech that stopped his admiration in it's tracks and made even Peter and May stumble for a moment.

"I didn't stutter, did I? I don't care about whatever this 'Cho' would like to offer. It's -my- father's research. Nobody elses. I don't care what happens to it but I'm not letting anyone else steal it for a high enough price to claim their work. Do you hear me?!" The man winced and he nodded rapidly. "Of course sir, of course. Nobody wants to steal it and I'm sure over meetings she'd be able to agree to credit your father for the research he'd done it's just, burning it all would only-... It wouldn't be wise." Billy growled again and rolled his jaw into place, finally however, he nodded and uttered an almost muted reply of: "Fine. I'll meet with her at some point and she can have it if she properly credits my father. My decision for everything else remains. Pay everyone for this and next month but close everything down after this month." He paused and took a moment to look over to the recovering from shock at the prior outburst pair of Peter and May. "And give VIP authorisation to May Parker and Peter Parker, at the same level as my own clearance. I want them both to go on the tours they run before it shuts down." He didn't directly say it to either of them but he wasn't exactly asking a question, so neither May nor Peter refused, instead Peter blushed a bright shade and mumbled a thank you.

"Is that all, Mister Garfield?" Billy swept his eyes again with his sleeves and sniffled, he felt another wave of grief about to sink in and he'd prefer the stranger be gone when it did. "Actually, no. In regards to your decision with some of the technology, I have another buyer from whom your father was in talks with before." Billy paused and again sunk his fangs into his bottom lip, to halt himself from screaming, from wailing out tears again. He'd have to fight back such emotion, such pain, for now. "Who?" "A miss Pepper Potts, CEO of Stark Industries." Billy gulped, at such news. Yesterday he'd have been thrilled at the girlfriend of his hero being in contact with his dad. But instead, he just felt numb. He nodded, and over the period of a half hour, the small details of meetings were scratched out and Garfield left, content with the boy meeting Pepper to discuss such personally but promising his conditions would be kept by a representative whom would talk to Helen Cho after she'd recovered from apparent injuries she'd endured recently.

* * *

 

"You didn't have to do that, you know." May said, to Billy, once the man had left and finally they'd ordered something to eat. Thai food, Billy paid, much to May's dismay to be taking food from the grieving boy, but he argued it'd go to waste if she didn't eat it, so the three of them sat at around mid day eating lukewarm food and silently mourning. Her opening conversation was clearly, to distract him from his own mind. 

"The tour? It's not that great, to be honest. Dad's researchers were going into the DNA of Spider's and finding out all sorts of things about how certain mutations did certain things, but the prototypes are going to be destroyed soon, they were his pet project and no matter how much Helen Cho offers I'm not giving those details away. His medical research however I've no problems with, he only furthered cardiology and shared everything he did because he wanted to help people. But! That doesn't mean you two shouldn't enjoy it, and you can't say no now since I'm not even paying for it, you're just getting in for free." His voice was no longer hoarse or cracked, fleshed out over time and lacking the brokenly sad emotion from before. That being said, he still didn't sound like Billy. To Peter and May it sounded just like someone living in the teens body, making it breath, eat and move but not really **living**.

He felt bad, he'd stolen Peter's time from school and May had to call in to get the day off work because they worried about him too much. It warmed his numbed self slightly but at the same time made him feel worse, like an inconvenience. Slowly he got up and moved to the grande, open kitchen, stashing his emptied plate away in the sink he took a moment to be alone. His breathing slow, steady, tears glimmered in his eyes and he refused to let them spill. Reaching for a glass, he was halfway to lining it up with the tap before he dropped it, only to find it didn't smash into the ground. His vision was a blur, but he could've sworn he saw a thin wispy thread of cobalt blue attach from his finger around the glass like a mist, keeping it hovered and afloat for just a moment before when his vision cleared the glass fell that final centimetre with a silent 'thunk'. It didn't quite smash, odd.

Billy shrugged it off as his mind playing tricks on him, and that the glass was just expensive, and eventually, he found his way back to the couch, water in hand, ready to sit and listen to the newest updates on Sokovia, the Avengers position on it all and more importantly, try to block out the nagging feeling of guilt, dread and sadness that threatened to overwhelm him.

* * *

May and Peter left after another round of food and when it was too late for them to keep their eyes open. Billy forced a weak, fake smile to his face and thanked them for their company. He promised he'd be at school the next day and promised May he'd sleep. Empty promise, the latter, but the former he knew he'd have to keep otherwise Peter would miss school too, and whilst he wanted to do nothing more than cry, he couldn't let his best friend suffer just because he was. Ned had called to ask how he was, Liz, captain of the decathlon team had phoned and cried with him for a bit, she was just an emotional girl. Even MJ, the quiet know it all from the team text to give him condolences. It didn't sooth that stinging burn settled into his stomach though. Not quite.

* * *

 

School breezed by fairly easily. There wasn't any bullying, not even Flash was dick enough to beat up the 'kid who just lost his parents'. Teachers looked at him like a bomb waiting to go off and it infuriated the boy. But Peter was there. Ned was there. He skipped decathlon to go to his father's practice, he just wanted to be there, his office smelled like him still, it was warm. So he found himself in his dad's office chair, sitting there and weeping with a locked door for hours, forgetting he'd told Peter to come to the tour running that day from 8-10.

Peter didn't mind, he expected Billy to be alone, but he still frowned, text and overall didn't do much but worry about his friend the entire day. So when he went for his tour, he found himself more attached to his phone than he did any of the research displayed. It was, frankly, amazing, what Billy's dad had done from a biology standpoint. The research on Spider DNA examined and found that with certain ways they could create functioning organs, specifically, hearts, to be implanted in animals. The base was spiders, but they'd taken the information they'd gotten and applied it to others and nearly found a way to recreate the human heart. Of course, with Jeff gone, there was no more plans of furthering this research, but that Korean scientist Peter had googled Helen Cho seemed to be the best person to use this information, she was onto ways of recreating human tissue, with them paired together her medical research could reach all new heights.

However, despite how amazing it was, he was still, focused on his phone, worrying about Billy's lack of replying and because of such the teen found himself lost. When the group went right he went left and found himself inside an otherwise enclosed area that only opened due to him having the highest level of clearance after Billy had ordered it, Peter himself, panicking, because he couldn't find the group, but instead found himself off in an enclosure of the growing experimented on spiders. He winced and skirted around the room for a while, looking for the exit again, but in his attempts, a single spider slipped from it's iron-strength webbing down Peter's shirt and latched on.

Finally, he found the exit, and after a long, long hour of running around the facility he found his group and latched onto the back of it, thankfully, unnoticed.

* * *

 

The tour went well, after that slip up. Peter paid attention, he listened and watched a demonstration of the practical advancements outside of cardiology their research had, how Kaplan Industries was on the brink of success. The group all knew however, since the death of it's CEO and impending shut down, that brink would never be tipped over, it was a sombre note, that the tour ended, and Peter had a bag full of science goodies thrust upon him.

Just as he walked out to find Aunt May in the waiting car, he felt a strong, nipping bite at the back of his neck, and reached around to rip whatever had done such away. He found the corpse of a spider and winced, praying, it wasn't poisonous, he figured it wasn't since the pain wasn't really there after that. So instead he focused on his conversation with May as they drove home, forgetting the little nip of a bite on the back of his neck, and not noticing the silent, hidden affects it was inflicting on his body, not even noticing the thin lining of silky spiderweb that was strung and stuck upon his sleeve as he tore off his shirt for sleep, and the ever so faint growing toning of muscle beginning to outline itself on his arms.

In the space of 24 hours, a pair of Omega whom, apart from holding fairly good looks, were no ones, had become unknowingly powerful individuals.

Just which one of them would discover their newly carved destiny first however?

 

**Notes for the Chapter:**

> I'd like to say already, thank you so much for the positive feedback it made my heart go all warm and fuzzy! 
> 
> This chapter was a bit... Odd?
> 
> I think it was, at least. I wanted to give Peter a bit more of the spotlight after establishing what needed to be about Billy, about setting up other characters as well and giving little cameos, (Hi Helen, how ya doing). I promise the next chapter will be less full of weird, little sense-made science and moreso fixing to the characters themselves! I just wanted to like I said before get things out of the way to focus on canon plots and the build up to them, like Peter getting his spiderbite which we currently haven't seen happen, so I figured I'd set Billy's cardiology god father have a biological research lab where he'd tried to replicate organ regrowth using spider DNA!
> 
> Again I hope it made some semblance of sense and I hope you enjoyed, and thank you for the Kudos and nice comments, they mean the world to me! <3 More dramatic Avenger-material hero action coming soon now they're both enhanced! Wahoo!


	4. I will go

**Summary for the Chapter:**

> Billy continues to weep, Peter a little bit lost but excited about it and a surprise face!

It'd taken a long time for Billy to leave his father's office again. 

He didn't go in to school for the next day, and in general didn't respond to phone calls or texts when he'd go back after school on following days. None of them surprisingly, from Peter. Billy assumed he was ill. He forgot to check in about the tour the day prior, but he figured that wasn't important.

Slowly but surely he traced his finger tips over the length of the mahogany desk, of which was scattered papers and photos Billy had poured himself into reading. He had a meeting with this 'Cho', Lady. He knew vaguely what he'd be selling to her, for a hefty price. Not that he cared.

It dawned on him when he ordered Pizza one night, that he was now, incredibly well off. 

**$4,830,311.**

The number on his account balance seemed so small compared to how large it was in actuality. At first it'd only been a few hundred thousand, but the money kept pouring in as the little things were sold by his fathers old associates. Billy didn't entirely know what to do with that much money. So, a large chunk of it went anonymously into a lady in Miami's research into stronger heat-suppressants and the advocating of making them free, but even after large donations he was left with that overly large sum and counting.

Sighing, with hands running through unwashed hair, he poured himself back into the research. Content to linger in this office until the end of the month, he figured. It was better than the large, empty home he had to come back to.

* * *

 

"Social services aren't going to pick him up are they?" Peter queried with his head halfway in his pillow.

After his little spider bite ending night, he'd gone into heat, and it was an incredibly long one.

May was worried, at how nearing the end of the week it wasn't over, and the scent blocking candles were wearing off, that frail lock wouldn't hold against an angry rutting Alpha catching a whiff of Peter from outside the door. But instead of worrying himself, Peter worried about Billy, whom he hadn't text because simply he couldn't, his phone was right there and yet every time he tried his heat came in another wave and he couldn't focus on anything.

"They have to, Pete. His father's lawyers aren't his carers, and they all know he's been staying in that office for over a week now. I'd ask to keep him here with us but we just don't have the room, Pete." Peter groaned in annoyance into his pillow at that, his hips having found a pattern of rolling into the mattress beneath him for relief from the growing distress his heat was causing.

"I'll sleep on the-... Hngh... Couch, I mean it. I can't imagine him in foster care, May." She smiled from outside his room as Peter showed so much care for his friend even in such dire times. She looked to the phone and chewed her lip for a long time, nodding, she settled to leaning against the boys door frame and claiming: "I'll see what I can do. Get some sleep, Pete, you look exhausted."

Despite all his concerns, he really didn't need to be told twice. He stretched out and fell swiftly to sleep against the soft, velvety pillow Billy had once 'accidentally' left there, that Peter had 'forgotten', to give back. Aka, it was their "we're watching movies for hours and not moving while we do it", pillow.

May just smiled and rolled over to the phone, to check in with said social workers again, it never hurt to try, and try again.

* * *

 

Knock knock knock. The precise tapping of knuckles that were no doubt dainty tapped against the glass of Billy's father's office. 

It'd been a week. Helen Cho's appointment had been moved up to then as she was eager to meet Billy and well, the research he offered, and apparently her injury wasn't severe enough to keep her bed-bound for long.

Billy had showered, washed his hair, forced himself into fancier clothing, smiled where appropriate and asked the correct questions all the while.

She seemed like a nice woman. A beta, due to her lack of scent, Billy assumed, and incredibly brilliant in her field. It was marvellous to watch. He was almost happy to be signing away the heart-reconstructive data to her, the starting fee she'd offered being agreed upon having surprised her, but confused Billy. While his legal team would've advised him to ask for more, the woman offering him over 20 million dollars. He'd pay his legal teams handsomely, he figured, but asking for that much was just overkill. He had enough money already to lead multiple happy lives, and he was only 16.

Oh. That was wrong.

He forgot. He was technically 17 now. His birthday was that same day, only reminded when the positively beaming Helen Cho announced such on her leaving. It struck him as cruel, that he'd aged whilst his family had such a luxury taken from them.

 

The next meeting that day, Miss Potts, of Stark Industries, was equally thrilling. She offered a number Billy wasn't comfortable saying aloud, but it proved Stark was truly a billionaire. 

Their deal for the technology used coincided with the data Helen Cho had bought, and after a brief mentioning he realised Stark and Cho working together would make this deal even more beneficial to the masses, so that took the edge off of selling that particular part as well.

Ordinarily he'd have been star struck, but he was simply too lost in putting on a brave face to actually realise him standing in front of a woman whom used to be first in line to marry the man he and his best friend spoke about at length daily, the one and only Tony Stark.

Speaking of. He'd snapped out of his daze of facade after the blonde in a tight fitting skirt left, because in came the man himself, Tony Stark. Billy's eyes widened faintly, but he frowned thereafter.

This man. He was there. He was at Sokovia. He failed to save Billy's parents. It was his technology that caused it all. His blunder. Billy's head tilted and oddly, he felt... Unease? But not from himself, from Tony. The man was good at hiding his scent, so it wasn't quite that, which lead Billy to pick it up, no. He could simply... Feel, what he felt.

And when he spoke, well...

"Billy, right? Jeff's son? He once told me all about you. Said you wanted to be an engineer, said you'd probably be working for me one day... He was a good man, your father."

He was telling the truth. Billy felt guilt, felt anguish, on the man's part. It caused sympathy to spark beneath the surface of his exterior that blamed the genius for Sokovia's downfall.

"I used to, yes." The alpha perked a brow at that reply, seeming to forgo speaking about his father had 'surprised' Tony. "Oh? What changed." Without pause, and despite knowing Stark knew the answer, he barked: "You did." 

"You blame me." Stark's eyes never left Billy's, brown interlaced in brown and stared, simply sadly. Both there sad, partly angry, but overall confused. "I blame you." Billy paused, before shaking his head. "No. I blame you all, actually. The Avengers." 

He left little pause there, before Tony could express the confusion he felt, Billy answered which, simply made Tony's eyes widen at his answered questions, reminding him all to closely of a witch currently living in his compound.

"Thor destroyed Sokovia too. Captain America was covering the... South east side, with the Black Widow. Hawkeye was playing babysitter for... Wanda Maximoff. Her brother doing the rounds of everything on the ground missed, the hulk of course, being the Hulk, Vision on the dealing with the main embodiment of Ultron and... You, on the buildings and security of civilians . Including my family."

"How did you-... Nobody made a press release in that much detail of where we were." Billy canted his head again to the side, and, whilst he himself didn't know how he knew the answers, he simply pressed on with the feelings she could on Stark. "You feel guilty. You know it was your fault. That's why you're here, to apologise to me? Pay me? I don't want money, Stark. I want my family. I don't have a family anymore. Because of all of you. "Avengers". Earth's mightiest heroes. Just how mighty is that, hm? If you can't-..." Billy's facade of strength granted by power he didn't knew he had faltered, and his eyes watered, despite the ominous shade of blue Stark noticed that overcame them, or how the tips of his fingers faintly energised alike the way that similar Maximoff's had, but dulled before it was there truly. "If you can't save my family... Can you save anyone anymore? Why did my family have to die?"

Billy had closed the gap across the room between the two and looked Tony up in the eye. Any reaction by the billionaire was hidden physically, and Billy found no matter how hard he concentrated, his emotion had overwhelmed the glimpse he had of Stark's mind. And... He couldn't... Couldn't find it in himself to be mad at the man. He just... That anger from moments prior had vanished and he just felt sympathy, because he knew deep down it wasn't Tony's fault, wasn't anyone's. They did their best, which is more than anything humanly known.

"I forgive you." He managed, after a long, eerie silence. "And I'm sorry. It's not your faults. You all did everything you could." Billy didn't quite let the man finish, then, rather, he just reached over and opened the door, taking off at a swift pace to leave the billionaire to his devices.

Somehow, he found his way to his emptied home and found himself packing a bag.

* * *

 

Peter's heat had subsided after the week reached it's seventh day, finally. And he was, grateful, because it seemed he realised something odd that had him jumping for joy mentally.

When he'd moved his hand to reach for his phone across the room, a 'web', launched for his wrist and dragged it into his grip. He blinked once, twice, and thrice. He shook it off, his imagination.

Then, he started freaking out. And dancing, even, around his room, did he have superpowers? He could be an Avenger now. He could be a superhero. He could be strong, be responsible.

It took everything he had to calm himself down enough to start testing what exactly had happened. He found the webbing was accompanied by the strength of a bodybuilder despite only just having a toned figure himself, and he found himself catching things with the reflexes of a norse god. He was ecstatic. He knew it was from the spider bite, and so the only person he thought to call once he'd spent a solid hour of examination of what his powers were, was Billy. And he rang, and rang the boy, only to notice his phone pinged back that his phone was off and not taking calls.

He ran, at incredible speed, which he noted as another power, to Billy's, and in the ten minute run's end finding nothing there, he ran to the office of his father, to find that the end of the month had already come with the end of that week. His office closed, being boarded up and apparently already sold, along with all the research currently being shovelled out by Stark Industries workers, judging by their shirts.

And his only inclination of these magical spiders fates, was the lack of any living creatures being taken along. They must've been exterminated.

But... But Billy could've... 

Peter was lost, for a moment. He had no idea where his friend was, no idea how he'd gotten powers from a -spider bite-, and in general, no idea what to do!

* * *

 

Billy set a note on his phone to text Peter when he landed.

His packing of a bag had lead him to buying a plane ticket, with cash he'd withdrawn, to Bucharest Romania. The only flight leaving the soonest. He left Peter a single voicemail before he actually had left. He'd find it when morning came since he'd left at 2 AM the day after his father's company was fully shut down.

"Hey, Pete, it's me... I-... I love you, man. But I can't stay. Social services already want me to find a new family and I just... I can't, for a single year go live with some strangers, and they've already told me you and May aren't an option so I just-... I'm not sticking it out, well. I've been thinking and I want for you to be happier. I can't breath right anymore, so I'll go. I need a break, I need to find myself. I don't know how long I'll be gone, but I love you, and you best-... You best stay safe, okay? I've got a lot to show you..." He paused in the recording of that then, as a blue twinge flickered over his fingertips, one he himself this time, had found himself controlling. "I love you, I love May, and Ned. MJ and Liz too, tell them for me, okay? If you-... If you need anything. If it's urgent. You call and I'll be there."

He left it at that and turned to board his plane, leaping forth with both arms open into a place he could better find himself, away from familiar prying eyes. Away from all the judgemental meetings and characteristics people had. He'd just be a plain Omega, holding a secret power to warp and manipulate energy to his will.

They were both so close to such similar paths, only to have the cruel realities of what fate had in store tearing them away before they'd properly be able to help each other. 

Billy plugged his earphones in and leaned against a window seat, his eye flicking to the left as the man settling next to him sat. He had shoulder-length brown hair and wore a glove on his left hand, with long sleeves that did little to hide his musculature, even his grief-stricken self would've found the man attractive, and since he was setting about changing things... He just said, with a smile of greeting: "You have much to look forward to in Bucharest?" He could tell by the man's scent, he was an unbonded alpha, but still, he wished to be polite. The man managed a smile at such, and shrugged.

"Just needed a change of scene, you?" Billy chewed his bottom lip, that faint glimmer in the man's eyes had him hooked already, he almost forgot all the pain troubling him for the past few days. He told himself that was okay, it was okay to want to be happy himself. He smiled back, more genuinely. "The same, really. I'm Billy." He held his hand out for the man to take, soft flesh of the man's right, hands abrim with callouses Billy could feel himself memorising already shook his hand back. "Nice to meet ya', Billy. I'm..." He blinked, and trailed off, before simply smiling weakly and saying: "Sorry, I'm James." 

Billy could tell that the name was odd on the man's own tongue but shrugged it off, he didn't seem to be lying, at least. "The pleasure's all mine, James." And so, from there, the pair talked in quiet, tired voices for three hours of the ten hour long flight, the last seven, were found with Billy leaning on the man's right shoulder, sound asleep, and James' head against his own, strangers quickly becoming friends, both vulnerable, both looking for a change of scene.

It wasn't all bad. 

 

**Notes for the Chapter:**

> Hiiiiii!  
> I can officially write again! Wahey! Assignments are uh... Mostly, done, but I'm not due in college again for a while, woo!   
> I think I went off on a tangent here but I realised in a story with the ships meant to be prominent not even introducing one character was a bit odd, so with it also making sense for Tony to want to talk to the son of a business associate whom he knew well, I figured we'd have a Billy-meeting him scene. As well as the little special Bucky/Billy meeting.  
> Before anyone notes, I know that's an odd ship! But it'll hopefully work with the writing I have in mind, whilst adding to CIvil War's plot at least!   
> I do think though, that my next chapter will be around Peter, hopefully. I want to establish Spiderman coming into being, fighting crime enough for Tony to notice him and then line up Civil War over the course of what should be a year in writing!  
> I hope you all enjoyed this chapter and will update soon!


	5. Spiderling? Spiderboy?

**Summary for the Chapter:**

> Peter gets over it by focusing on being a friendly neighbour hood hero. Tony notices.

 

"You call me, okay?" The words replayed over and over in Peter's mind and...

 

Billy hadn't left on negative terms, no. He hadn't scorned Peter, hadn't cast him out of his life forever. But that didn't change the fact that he had, indeed, left.

 

Peter needed him now, and he knew Billy needed him, but he left, he ran away.

 

That's where the anger came from, but it last little over a week.

 

The school found out quickly enough, it didn't stop teachers from wincing when they'd accidentally call Billy's name. Nobody seemed to know where the genius' son was, but without signs of struggle or hint of anything foul at play in his residence and a large cash withdrawal hours prior to his disappearance, people simply assumed the teenager had rebelled and vanished. Didn't tug on that thread, so to speak, because the rebuilding and locating of Sokovia and it's residents was more prominent.

 

Peter found himself spending more time alone, because of that. Sure, Ned and him spent a lot of time together but really it was, just them nowadays, a faint divide separated them from talking to Liz anymore, she'd gone with popularity in the end over being friends with them, because at the base of it all Billy was that bridge they needed for that friendship outside of decathlon. Everyone was a little affected in some way or another by his absence.

 

After the week of anger was over, Peter resolved to do something.

 

Sokovia was destroyed over a month ago, nearly two months, at this point. People had already lost faith in the Avengers because this was the one time they seem to have in some way have failed.

 

Peter took that as a sign. His uncle had told him, when he was younger: "With great power, comes great responsibility." And now that he physically had great power, he understood that. When bad things happened, and he wasn't there to stop them, that was his fault now, because he physically **could** stop them from happening.

 

The webs were a one off, he found himself unable of actually firing them out of his skin over time, but he did however, manage to come up with a formula to recreate the structure of them with some of the spare chemicals left around school, and with the little tech he had, construct "web shooters" so he could effectively, act like a spider.

 

And it was by nearing on the three month mark that Peter thought himself ready, ready to be the protector of the streets Queens needed.

 

His hero-ing started out small, at first. Petty thieves that preyed on unaware elderly to steal purses and such. Then it was the safety of Omega whom had unfortunately been lured, or dragged, in some cases, into alleyways by Alpha. And then the extreme things happened, like car crashes, which, his strength managed now to stop, surprisingly lifting a car was easy to the boy whom physically, had little muscle beyond what could be deemed lithe.

 

And that's how word broke out over that next month, over a crime fighting boy dressed in blue and red, who called himself "Spiderman." How videos surfaced on YouTube, and how small followings of people started to believe that there was actually someone out there willing to do something, to help, to protect.

* * *

 

And Tony Stark, of all people, noticed.

 

Identifying this Spiderman as Peter Parker from Midtown High, 17 year old Omega with the most damn adorable brown eyes he'd eve-... Off topic, he mentally noted.

 

It was easy, is the point, for Friday to run it all through databases of whatever sort they could get their hands on and find out who he was. But Tony just watched, he let this Spider act under his own anonymity, let him be a hero for the little guy.

 

Because sometimes, all the little guy needs is a hero, to help them believe in the big guys again, he thought. And that Kaplan kid had made even Tony doubt himself after their little emotional run in. So yes, he let a teen fight crime. Granted, he was a super-powered teen, but still, he allowed it.

 

So what if Friday updated him on small details of whatever Parker was up to, like helping ladies cross the street and such. All for security, he assured himself.

 

Nothing at all to do with those damn adorable eyes.

**Notes for the Chapter:**

> Heeeeeeeeeello again!  
> Sorry it took so long to write this!  
> I've had a bit of a blip, recently with this story in my head.
> 
> I know where I want it to go and I have it all in my head but the ideas aren't quite meshing together in an exciting way that I'd think people would find interesting which is, problematic as you could guess. But! I'm going to do my best to push through that and not abandon the story in favour of one of the many thousands of ideas I have.
> 
> That being said... Winterspider is still as good a ship as Starker. *Plots*


	6. You uh... Do that often?

**Summary for the Chapter:**

> Billy being Billy and Bucky being Bucky, tbh.
> 
> Also TW: Themes of intention to sexually assault individuals near the end.

The fact Peter didn't even call after he landed, he understood, but the fact it'd been three months and he hadn't hurt, just a little.

There was even footage of this new hero, Spiderman? Spiderling? Spiderboy? Whatever it was, on YouTube, he was sure to be an Avenger some day, Billy thought, his strength was off the charts, though his outfit could probably do with a little bit of an update.

Slipping past the growing queue in the grocery store he'd found himself in, he mumbled something polite to the cashier in the limited Romanian he knew and paid quickly, before fleeing back to the shabby apartment building he lived in, fondly did he look up to the door to the right of his. James' door.

James and him had become pretty fast friends despite the evident age gap. It worked. Neither of them asked questions about the others life that were too deep, they were just there for each other when they needed it which was, typically, James for some reason couldn't grasp how to work a TV sometimes or his phone would bug out and Billy would need to fix it, kind of like how he used to help his grandparents, really.

The way James helped him though, was more intimate and deep for an alpha, you see, being the new american boy in the neighbourhood that never really left his apartment was one thing, but being an Omega at the same time drew a fair amount of attention from people who just, weren't meant to be Billy's soulmate.

Now, the grasp of "soulmates" was a dwindling thing in modern society, nobody had time to go out and court anyone else truly, it was just something Billy clang to as a positive note for the future of his already gloomy life. It was said that something about you with a certain person will just _click_  and you'll know that they're meant to be yours and vice versa. But a lot of people were just content to have "whatever worked", and settle. Sad, to say the least, but Billy was set on finding his 'soulmate', regardless of how people would laugh at such, and because he was an Omega of all things demanding such, the common stares glares and lecherous eyeing up of Alphas was just, more grotesque. But James always saved him, pure, perfect James always pretended to be his Alpha or just in some cases blatantly told them to go away in more uh... Vulgar, terms.

James was indeed, perfect, to Billy. He'd even once tried to ask the man on a DATE, but it didn't quite go as planned.

 

"Hey uh-... James?" Piped up Billy with a faint squeak, adjusting the man's brightness on his phone just to make it seem like he was doing something so he had an excuse to stay longer and watch the man from across the room.

"Yeah? What is it B?" The way he called him 'B' always made Billy melt, despite knowing it was just a nickname. "You uh-... You wanna go for Pizza down at Martin's later?" He asked, face hidden behind a well placed and too large book on Captain America Billy had brought him one day after noting a stray flyer of the man on his fridge, having taken 10 minutes to explain he was going to get rid of it otherwise despite it being new and James just sort of freezing up and forcing a smile before shutting the door. "Eh... Not sure, didn't that one dude feel you up last time you were there?" Which was true, someone had done that, and Billy was surprised James actually remembered, but he just chewed on his bottom lip for a time to suppress the urge to internally squeal about James caring about him, because that just wasn't the case at all.

"Yeah but uh-... You'd be there, uh-... With me, so it wouldn't happen again?" He asked more of a question than as a statement and James levelled his eyes on the brunette's head. "Like a date?" Billy froze, still avoiding looking the man in the eye or even at him, he'd never directly looked him in the eye before, it was always while he was looking the other way he'd stare up at those bright blue eyes and look away before caught. "Y-yeah?" He said, still more of a question.

The next moments were filled with silence then awkwardness.

"I'm flattered, B, truly an-" He was stopped in his tracks by the brightly red Billy stamping to his feet and rushing out: "Nononono I get it totally I'll be in my apartment really it's fine your Phone's fixed by the way just an error in the memory uh-... Call me or I mean, don't call me but uh, knock if you need anything uh, bye!" All in a blur of speed that it took James minutes to register it after he'd left.

 

Billy was too caught up in his internal flashback to notice how red his cheeks had gotten leaning against his door with a bag of groceries separating himself from it, or to notice the sound of footsteps that quickly became known as James', and before he could scramble inside the man said: "Well look who's redder than a tomato. You okay?" Billy fumbled a smile and rushed out, while fiddling with his keys. "Y-yeah, sorry! Just a little lost in thoughts for a second there, nothing to worry about!" James paused and then said: "You uh... Going to the graveyard again tonight like usual?" Billy froze and the colour faded slightly from his cheeks, but he silently nodded, no other words spared for each other as he slipped into his apartment.

 

It was a cold Wednesday, but Billy didn't complain, he just sat on the bench of the cemetery and stared at row after row of stones poking out of the ground detailing whoever was buried there. The people Billy mourned weren't buried there, but that didn't matter, he still came here as a symbolic gesture once a week to think about them. It'd taken a long time of processing in Romania, a lot of crying, a lot of missed meals, hence how thin he was now compared to the healthy state of slender he was before. But he was put together again, not fixed, but more 'with it', so to speak. So he came to this yard to just remember his family every Wednesday, sometimes only for five minutes before he'd cry too hard to stay outside, and others for hours on end. Tonight though, it was different.

He'd seen a girl walk in after he had and could see her distantly over by a grave nearer to the forests surrounding the place. And when he looked back to see her there, he no longer saw a head of blonde hair, which was curious, since she'd have to have walked past him to leave, but he did just about catch sight of two tall, strong men dragging a figure off into the trees and he immediately without thinking broke into a sprint to the location.

"Hey!" He called, loud, attempting to be imposing. The trained noses of Alpha caught his scent from his uncovered neck though, and snorted when he'd ran up to their location slightly panting for breath. "Yeah yeah whatever Omega, sorry but we're playing with this one for now, run along before Alpha hurts it, mmh?" Billy froze again. Noting his situation with dread. He, a lone, 5'10ft tall but skinny, weak Omega was trying to challenge two muscular, broad and undoubtedly above 6ft in height Alpha. Something snapped in his head and the part of his being he'd tried to dull down had been brought back to the forefront as a blue mist overtook his fingertips.

"Let her go." They ignored him and laughed to each other. **RIP**. The sound of the girls jacket being torn from her resound past whimpers and pleas for help, that blue mist transfigured into a vast aetheric energy around his fingertips, fingers which twitched under the raw, reality warping power. "I said. Let her go." Without looking at him or missing a beat the two uttered: "Shut it Omega." And Billy snapped for a final time.

"Fine, have it your way." And then a jetting stream of blue passed his fingertips and launched into the figure with a waft of his hand, the display caused his eyes to widen. All he'd done in the months away with his new abilities was at most, clean dirty dishes. He didn't expect for the energy he'd blast forth to have fully blown the man back and into a nearby tree, by the sounds of the grotesque snapping of bone, he'd broken something and was now unconscious. Billy gulped, and almost forgot the second.

The second who, instead of wisely running, pushed the blonde Omega away, letting her run far and off only for Billy to stand there shellshocked, narrowly ducking under the incoming fist, but slowly catching his bearings again.

"Alrighty then, you wanna be a freak? I'll fuck that little Omega cunt of yours instead and then you'll bounce on my buddy's over there as an apology for hurting him and ruining our little fun with the blondie." Billy fell back at such language and in the short distance between them his head tilted and his lips quirked into an angered smirk. His palms as if on instinct twitched to life the blue again and this time orbs of aether like energy spawned between his palm to coagulate into one, and with a single toss of his hand did it launch forth and toss the man back into the same tree as his friend, landing not so snuggly up against him in a dismantled heap.

Billy had all of five seconds to enjoy his victory and, also run before he was caught, before he saw the one and only James standing there, black cap and jacket with wide eyes as he'd apparently watched it all happen. When did he get there?

"You uh-... You do that often?" Was all his charming Brooklyn accent made out, before he rushed the boy off and away from the scene to their nearby apartment building, tugging him inside his own apartment and locking the door, eyes beaming down at the small, twink of a brunette who just had pink-tinted cheeks and a wide expression of shock and fear, brown eyes locked on his own hands. 

Oh did the pair of once secretly to each other, enhanced individuals have much to talk about now.

**Notes for the Chapter:**

> Heeeeeello again! Happy new year!  
> I promise I'm going to finish the other thing I wrote over christmas I just, lost the original file for part two then my motivation died and now it's back and yay! So expect that soon!  
> But also like, full disclosure, I wasn't sure where I wanted to go with this story for the inbetween to Civil War, but I've kind of got my bearings a bit, I think, not sure.   
> I have a whole lot of ideas with similar pairings that just interest me more so I'm not sure if I'll continue this or move on to something else for a while but until then, I had fun writing this chapter and I hope you enjoy reading it! <3


	7. And in a flash, you were gone

**Summary for the Chapter:**

> Bucky makes an 'anonymous' call, Billy gets another new start, and too many revelations are made in between for them to be just neighbours after it all.

Sitting there with still twitching fingers, a stray spark of blue and nothing more, Billy found his breath after the faint shock had settled and his eyes widened, he looked up to Bucky and for once, met his eyes, only to feel a familiar click deep down in his stomach, and a warm, wave of comfort that could almost have had him moaning. Given Bucky's wide eyes and furrowed brows at this, he doubted he felt it too, but Billy couldn't focus on that good feeling. He needed... Help? Was that it?

"I don't-... I don't know how I did that I'm not a freak I promise, I don't know how I got all these..." He waved his hands around then, spreading dull blue mist in his wake. "These powers. It just happened after Sokovia and I'm-... I'm no sure what to do." 

Bucky paused for a moment. The overwhelming instinct to press his lips against the smaller teens, to hold him close and never let another person touch him became clear the moment he finally looked deep into those eyes, rather than for just a passing glance. But he had to brush it aside, Billy didn't know.

"I uh-... I do, doll. Sit tight for a sec." He traipsed over to the barely charged phone and dialled in the number he'd remembered since he went on the run to Romania, it only rang for around ten seconds before politely it was answered, a charming Brooklyn accent rang through the phone had him frozen for a second, but he caught himself and explained before the other could realise who it was calling.

"S-... Steve. It's-... James. I have someone- Something, here. You and the Avengers need to... No, not the Avengers. Just you. You need to come get him. He's special. Enhanced." He paused, looking across the hall at the boy who seemed a shell of the formerly upbeat and vibrant boy who'd come into his apartment excited to 'fix' his unbroken phone. "And he's special to me. I need you to do this for me. Bucharest, Romania. We'll be on a suitable roof for one of those jets you guys have. Don't be long." And then he hung up. Didn't wait for the explanations or the complications or the revelations. He just hung up.

He walked over to Billy then took his hand, it caused him to stumble and even blush, which Bucky plainly found, adorable, but he took the boy across the hall out of his apartment and into his own. "Pack, Doll. My friend's going to come get you." 

Billy paused and his eyes widened, in fear, before he for whatever reason, found himself collapsing into Bucky's chest. "N-no! I don't want to leave, please I promise I won't do it again just let me... Let me stay with you, you're so warm and you're nice and, and-" He was cut off by a rough, bruised set of lips on his own oh so soft ones. James had even nipped his teeth at Billy's bottom lip, just to prove a point, realisation set over Billy's face, but solidified when the older man said. "Mine." 

Bucky carded his flesh hand through the boys hair, his gloved and covered metal arm craned around his back to hold him securely. He sighed, and spoke in a low tone. "Doll... Just because you'd be elsewhere, doesn't mean I won't be waiting for ya'." His charming smile he'd somehow remembered, had Billy blushing again, but he shook his head, and mumbled out: "But what-... Why do I have to go? Why can't you come?"

He sighed again, then pulled back for a moment, rolling up his sleeve, the sheen of metal causing Billy's eyes to widen in realisation, gawking, to be put plainly, aware of the incoming rejection, Bucky just waited. 

Rejection never came though. Instead, a set of light fingertips came along his arm and then to his neck, he sensed the hesitation in the man and since he'd put all the pieces together, he said: "You're-... The Winter Soldier? Bucky Barnes?" SHIELD's and HYDRA's data being leaked all those years ago had even included files on what they'd done to Steve Rogers best friend. It was even on the news for a day or two before more scandals were unearthed in the mass of released files. Bucky just nodded.

And then Billy, was the one, to kiss the man. And it was soft, gentle, but so, so reassuring that Bucky melted, his eyes welled up for a moment at being accepted, his own mental torment forgotten just for that one moment to focus on the feeling of being accepted. And then the lips were gone, and his... **His** , Billy, managed out a quiet: "Well... Believe it or not, it'll take a lot more than that for you to actually get rid of me."

The feeling of arms too muscular to be real enclosing around Billy, and that same warmth enveloping and planting kisses along his being had him filled with warmth again, and they stayed like that for an hour, all until Bucky helped him back and somehow, another hour later, they were atop some rooftop, deep in the night, waiting.

 

"Who did you call? And uh-... Where am I going? Will you visit?" A rush of questions uttered to break the comfortable silence of Billy sat in his lap and his bags next to them both.

"Steve, Steve Rogers. You're going to that upstate facility they have in New York. The new SHIELD, the new Avengers, they'll help you. And-... I can't promise you that. I'm still a criminal to most, doll." He paused in sadness then, but got an immediate, rushed reply. "Then I'll-... I'll try visit! But... But they'll know where you are now. Aren't you worried they'll track you down or something?" Bucky snorted and shook his head, blue eyes avoiding Billy just for a while. "I don't know. All I know is I want the best for you, and I know Steve won't kidnap me, he'll probably just, note down where I am and keep it in mind." He shrugged, and they fell back to silence.

The only things that broke through their comfortable silence, the silence that said more than any words really could between the two, were the quiet noises of the distant streets in early morning waking up around them, and the steady flow of breath as brown and blue melded into each other, staring into each others eyes as if it were the last time, lips, delicately tracing each other in short, gentle and ever so chaste kisses.

They stayed like that for hours. holding each other, being with each other. Or at least, it felt like hours.

 

The whirring of engines and the rushing of air on the wide rooftop had them breaking their silence and looking forth. Billy equally as nervous as Bucky, but when the one and only Captain America stepped out, he didn't ask questions, he just looked between the two, a faint smile on his lips at the now standing individuals holding hands, he carried in Billy's bags and said, quietly: "I'll give you two a minute, Tony's keeping the jet running, don't be too long." 

Chaste kissing turned into fervent lip locking, desperate, more so on Billy's part, to not let him go. "Come with me. Please, I'll get your name cleared, we'll, get your name cleared. Please James, please." 

Bucky only smiled and shook his head, pressing his lips to the boys forehead he mumbled: "It's Bucky, doll." Swallowing that hard truth had the man freezing up for a moment, but again he shook his head. "Go.  Live a better life be-... Be like Steve. Be an Avenger, be brilliant. I'll be here, waiting for you." 

It took more than the minute they were given but eventually Billy was dragged onto the Quinjet, eventually it took off and eventually that little dot in the corner of the windows that was his soulmate, was gone. And all he could see were deep, dark clouds in the night they'd escaped into. Steve didn't ask questions, beyond asking about what it was that made him enhanced, and a brief demonstration which had cobalt energy shattering the glass of water he was holding against a wall, to therefore prove his enhancement after giving him the rundown of it. Tony was well, still too nervous to talk to the boy, but the fact he was enhanced made a lot of sense for how he could tell in graphic detail what'd happened in Sokovia. They had a second Wanda. 

 

Fantastic, was all the genius could think. As if the first Witch didn't scare him enough, life just had to throw a second one at him.

If only that friendly neighbourhood Spiderman he'd dreamed about were there to-... Nope. Not appropriate, not going there. The genius scolded himself and focused on piloting, rather than the twink of a vigilante-esque superhero cleaning up crime in Queens. He had another teen now to deal with, only this one being a higher risk of national security if left unchecked. God, Ross was going to have a field-day coming to terms with this.

 

**Notes for the Chapter:**

> Im not uh... Proud of this chapter? I feel like the pace and general flow of it doesn't work, it seems too rushed to me but I'll probably edit it soon. But hey at least it's a thing and I hope it's a thing you like!

**Author's Note:**

> Poor Billy. So innocent and trusting. Didn't you KNOW cities could be ripped from the ground and destroyed? Tsk tsk.  
> Let me know what you think! If this is just, horrible, let me know that too! I'm new to this I need all the feedback I can get! If it's liked, I'll start on chapter 2!  
> I know it'll seem rushed by the by, I'm just trying to get the AoU phase out of the way so that it can be a work on the in-between of Peter getting the Spider bite, Billy obtaining his powers etc, as this is a fic focused for now on them, rather than the Avengers, who will appear! Just later.


End file.
